BLACK HAWK ACQUISITION CORPORATION INDEX TO FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm (PCAOB ID: 206) F-2 Financial Statement (Audited): Balance Sheet as of

HAWK ACQUISITION CORPORATION

INDEX TO FINANCIAL STATEMENT

OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Directors of

Black Hawk Acquisition Corporation

Opinion on the Financial Statements

We have audited the accompanying balance

sheet of Black Hawk Acquisition Corporation ( the "Company") as of March 22, 2024, and the related notes (collectively referred

to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the

financial position of the Company as of March 22, 2024, in conformity with accounting principles generally accepted in the United States

Going Concern Matter

The accompanying financial statements

have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the financial statements, the

Company's business plan is dependent on the completion of a business combination within a prescribed period of time and if not completed

will cease all operations except for the purpose of liquidating. The date for mandatory liquidation and subsequent dissolution raise substantial

doubt about the Company's ability to continue as a going concern. Management's plans in regard to these matters are also described

in Note 1. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

These financial statements are the responsibility

of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our

audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB")

and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable

rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance

with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether

the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were

we engaged to perform, an audit of its internal control over financial reporting. As part of our audit we are required to obtain an understanding

of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal

control over financial reporting. Accordingly, we express no such opinion.

Our audit included performing procedures

to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that

respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial

statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as

evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

/s/ MaloneBailey, LLP

We have served as the Company's auditor

HAWK ACQUISITION CORPORATION

accompanying notes are an integral part of the financial statement.

HAWK ACQUISITION CORPORATION

NOTES TO FINANCIAL STATEMENT

1 - Description of Organization and Business Operations

Hawk Acquisition Corporation (the "Company") is a newly organized blank check company incorporated under the laws of the

Cayman Islands with limited liability on September 28, 2023. The Company was formed for the purpose of effecting a merger, share exchange,

asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities ("Business

Combination"). The Company is not limited to a particular industry or sector for purposes of consummating a Business Combination.

The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early

stage and emerging growth companies.

of March 22, 2024, the Company had not commenced any operations. All activities through March 22, 2024 are related to the Company's

formation and the initial public offering ("IPO" as defined below). The Company will not generate any operating revenues

until after the completion of a Business Combination, at the earliest. The Company will generate non-operating income in the form of

interest income from the proceeds derived from the IPO. The Company has selected November 30 as its fiscal year end. The Company's

sponsor is Black Hawk Management LLC (the "Sponsor"), a Delaware limited liability company.

registration statement for the Company's IPO became effective on March 20, 2024. On March 22, 2024, the Company consummated the

IPO of 6,900,000 units (which does not include the exercise of the over-allotment option by the underwriters in the IPO) at an offering

price of $10.00 per unit (the "Public Units'), generating gross proceeds of $69,000,000. Simultaneously with the IPO, the

Company sold to its Sponsor 235,500 units at $10.00 per unit (the "Private Units") in a private placement generating total

gross proceeds of $2,355,000, which is described in Note 4.

costs amounted to $4,474,742, consisted of $690,000 cash underwriting, $2,415,000 deferred underwriting fees (payable only upon

completion of a Business Combination), $690,000 issuance of representative shares and $679,742 other offering costs. As of March 22,

2024, cash of $955,162 was held outside of the Trust Account (as defined below) and is available for the payment of professional

costs and for working capital purposes.

the closing of the IPO and the private placement on March 22, 2024, a total of $69,345,000 was placed in a trust account (the "Trust

Account") maintained by Continental Stock Transfer & Trust Company as a trustee and will be invested only in U.S. government

treasury bills with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 under the

Investment Company Act of 1940, as amended (the "Investment Company Act"), and that invest only in direct U.S. government

treasury obligations. These funds will not be released until the earlier of the completion of the initial Business Combination and the

liquidation due to the Company's failure to complete a Business Combination within the applicable period of time. The proceeds

deposited in the Trust Account could become subject to the claims of the Company's creditors, if any, which could have priority

over the claims of the Company's public shareholders. In addition, interest income earned on the funds in the Trust Account may

be released to the Company to pay its income or other tax obligations. With these exceptions, expenses incurred by the Company may be

paid prior to a business combination only from the net proceeds of the IPO and private placement not held in the Trust Account.

to Nasdaq listing rules, the Company's initial Business Combination must occur with one or more target businesses having an aggregate

fair market value equal to at least 80% of the value of the funds in the Trust account (excluding any deferred underwriting discounts

and commissions and taxes payable on the income earned on the Trust Account), which the Company refers to as the 80% test, at the time

of the execution of a definitive agreement for its initial Business Combination, although the Company may structure a Business Combination

with one or more target businesses whose fair market value significantly exceeds 80% of the trust account balance. If the Company is

no longer listed on Nasdaq, it will not be required to satisfy the 80% test. The Company will only complete a Business Combination if

the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a

controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company

Company will provide its holders of the outstanding Public Shares (the "Public Shareholders") with the opportunity to redeem

all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a shareholder meeting

called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder

approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Shareholders

will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account (initially anticipated

to be $10.00 per Public Share, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to

the Company to pay its franchise and income tax obligations). The Public Shares subject to redemption will be recorded at a redemption

value and classified as temporary equity upon the completion of the Proposed Offering in accordance with the Accounting Standards Codification

("ASC") Topic 480 "Distinguishing Liabilities from Equity."

Company will proceed with a Business Combination if the Company has net tangible assets of at least $5,000,001 upon such consummation

of a Business Combination and, if the Company seeks shareholder approval, a majority of the shares voted are voted in favor of the Business

Combination. If a shareholder vote is not required by law and the Company does not decide to hold a shareholder vote for business or

other legal reasons, the Company will, pursuant to its amended and restated memorandum and articles of association, conduct the redemptions

pursuant to the tender offer rules of the U.S. Securities and Exchange Commission ("SEC") and file tender offer documents

with the SEC prior to completing a Business Combination. If, however, shareholder approval of the transaction is required by law, or

the Company decides to obtain shareholder approval for business or legal reasons, the Company will offer to redeem shares in conjunction

with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. Additionally, each public shareholder

may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction. If the Company seeks

shareholder approval in connection with a Business Combination, the Company's Sponsor and any of the Company's officers or